ProSiebenSat 1 Media : Financial Statements ProSiebenSat.1 Media SE 2021

FINANCIAL STATEMENTS AS OF

DECEMBER 31, 2021

AND MANAGEMENT REPORT

PROSIEBENSAT.1 MEDIA SE

UNTERFÖHRING

CONTENT

MANAGEMENT REPORT OF PROSIEBENSAT.1 MEDIA SE3

BALANCE SHEET 65

INCOME STATEMENT 67

NOTES TO THE FINANCIAL STATEMENT 68

RESPONSIBILITY STATEMENT 96

INDEPENDENT AUDITOR'S REPORT 97

EDITORIAL INFORMATION 104

MANAGEMENT REPORT OF PROSIEBENSAT.1 MEDIA SE FOR

FINANCIAL YEAR 2021

PROSIEBENSAT.1 MEDIA SE

ProSiebenSat.1 Media SE, headquartered in Unterföhring (Germany), is a managing holding company with its own operational businesses. In particular, it generates revenue from the intercompany charges of holding services and from the sale of programming assets including ancillary rights. The company is responsible for management functions such as corporate strategy and risk management for the ProSiebenSat.1 Group, management of investments, central financing and other service functions. At ProSiebenSat. 1 Media SE we distinguish between three basic tasks. Firstly, the holding function, which is also shown separately in the consolidated financial statements, in which overarching activities that are not directly attributable to the segments such as general meeting costs, Group controlling and accounting or the Group strategy are located. In addition, there are so-called "Center of Excellence" that are used by all segments and the holding company, charged according to performance and thus cost-efficiently making the establishment of special units in the respective Group companies unnecessary. As third essential area, the development and consistent expansion of our shared service activities was strengthened, in which volume transactions and comprehensive accounting competencies are bundled and efficiently provided for the Group.

ProSiebenSat.1 Media SE controls the significant operational investments it directly holds in Seven.One Entertainment Group GmbH, Unterföhring, NCG-NUCOM GROUP SE, Unterföhring, ParshipMeet Holding GmbH, Hamburg and Red Arrow Studios GmbH, Unterföhring, as well as indirectly those held by these companies. ProSiebenSat.1 Media SE receives investment income from these investments in the form of profit transfers or dividends. The net assets, financial position and results of operations of ProSiebenSat.1 Media SE are strongly influenced by this investment result and thus significantly by the business development of the entire ProSiebenSat.1 Group.

The Management Declaration according to section 289f HGB is publicly available on the Company's website (https://www.prosiebensat1.de/investor-relations/corporate-governance/erklaerung-zur-unternehmensfuehrung).

ORGANIZATION AND GROUP

STRUCTURE

BUSINESS ACTIVITIES AND SEGMENTS

The economic situation of ProSiebenSat.1 Media SE as the Group's top holding company is largely determined by the Group activities described below.

Corporate Profile and Business Activities

ProSiebenSat.1 Group is an innovative digital group based on three strong segments: Entertainment, Dating & Video, and Commerce & Ventures. In Germany, we are the number one in the audience and TV advertising markets, whereby our live and on-demand offerings complement each other synergistically. As a digital group, we also use this millions-strong reach and expertise in the Entertainment business to establish leading brands in other industries and to tap into digital revenue markets.

Since January 1, 2021, our business has been divided into three mutually reinforcing segments. In the Entertainment segment, we unite linear and digital entertainment platforms with the content, distribution and sales business. Our programming strategy focuses on local content, which we broadcast live and on-demand across all platforms in a targeted way. This strengthens our competitive position and sets us apart from multinational providers. The Dating & Video segment (formerly: Dating), which consists of ParshipMeet Group founded in 2020, offers a wide range of online dating platforms with the portfolio of the Parship Group and the business of The Meet Group. Here, we are concentrating on establishing a synergistic platform ecosystem for social entertainment, dating and online matchmaking and linking it with our existing entertainment portfolio. We bundle ProSiebenSat.1 Group's investment areas in the Commerce & Ventures segment. Here, we use media services and the power of our brands to build digital consumer brands into market leaders. Our three segments are connected by a wide range of tangible synergies, with the media services of ProSiebenSat.1's platforms as the foundation of our strong Group.

ProSiebenSat.1 has around 8,000 employees, who are driving the digital transformation of the entire Group with great commitment. ProSiebenSat.1 Media SE, headquartered in Munich-Unterföhring, is a listed stock corporation.

Segments and Brand Portfolio

The Entertainment segment forms the basis of our Company. At the same time, ProSiebenSat.1 Group relies in particular on the synergistic combination with the two other segments, Dating & Video and Commerce & Ventures:

Entertainment: With our 15 free and pay TV stations in Germany, Austria, and Switzerland, we address various target groups and reach over 60 million people a month in our core market of Germany. In addition, we have almost 11 million unique users on our online channels. In Germany, the station family comprising SAT.1, ProSieben, Kabel Eins, sixx, SAT.1 Gold, ProSieben MAXX, and Kabel Eins Doku leads both the audience and the TV advertising market. At the same time, the Group is boosting the reach of its digital portfolio and is continuing to expand its range of usage options. The aim is to reach various audience groups with video content regardless of time, location or device.

One example of this is the streaming platform Joyn GmbH ("Joyn"): Joyn is a central element of our digital strategy and the digital product for our video offerings - as an app for connected TV, smartphones or other devices. 15 content partners and over 70 stations make their content available here. Joyn offers access to all live TV offerings of the ProSiebenSat.1 station family, a comprehensive media library and exclusive previews and catch-ups of all formats. The Group will also continue to develop the Joyn brand in 2022: Over the course of the spring, all mobile apps and the ProSiebenSat.1 Group's apps for SmartTVs and streaming devices will be successively removed

from the market and replaced by Joyn. At the same time, we are further expanding our content offering: For example, previews of our prime time formats will then also be available exclusively on Joyn. Viewers' demand for freely available content is great, so the streaming platform with up to

4 million unique users plays a central role in the exploitation of our content.

ProSiebenSat.1's digital offering also includes the digital media and entertainment company

Studio71, which sells and distributes a broad portfolio of content creators on digital platforms such as YouTube, Facebook and Instagram, particularly addressing the young target group between 18 and 25 years. With this digital portfolio for a young audience, and especially thanks to the positioning of the ProSieben entertainment brand, which specifically targets younger viewers between 14 and 39 years, the Group's Entertainment business distinguishes itself from the competition.

ProSiebenSat.1 benefits from this media mix in both the audience and the advertising market. By addressing viewers via multiple platforms, we offer our advertising customers a cross-media sales portfolio, ensure the relevance of TV content even among young target groups, and boost viewer retention. With its subsidiaries Seven.One Media GmbH ("Seven.One Media") and Seven.One AdFactory GmbH ("Seven.One AdFactory"), the Group supports advertising customers and agencies

from brainstorming to conception and implementation.

ProSiebenSat.1 Group pursues a cross-media strategy and actively promotes digitalization. Being able to offer targeted advertising and broadcast it according to socio-demographic criteria, for example, is another important success factor in the sales business. In this context, ProSiebenSat.1 will continue to invest in fields such as AdTech and data. Seven.One Entertainment Group brings this field together with all station brands and the content, distribution, and sales business under one roof.

ProSiebenSat.1's international program production and distribution business is pooled under the umbrella brand Red Arrow Studios GmbH ("Red Arrow Studios"). This consists of international

production companies, including the German RedSeven Entertainment GmbH ("Redseven Entertainment"), the TV distribution firm Red Arrow Studios International and the digital media and

entertainment company Studio71. The particular focus is the German-speaking production business with Redseven Entertainment, for example. In this way, Red Arrow Studios supports the Group's strategic goal to consistently increase the share of local programming produced in-house on ProSiebenSat.1's entertainment channels.

Dating & Video: With ParshipMeet Group, we cover a broad spectrum of the online dating market in line with the motto "Meet - Date - Love." ParshipMeet Group is also broadly diversified

geographically: Dating platforms such as eharmony, Parship, ElitePartner and LOVOO help singles in North America, Europe and Australia to find a partner. Video-based social dating and entertainment apps such as MeetMe, Skout, Tagged and GROWLr enable their users to socialize and be entertained worldwide. In this way, ParshipMeet Group can make various customer groups a comprehensive offer for their search for friendships, flirting or love.

The portfolio is characterized by a classic platform business and is easily scalable. At the same time, the strong entertainment aspect provides significant potential for cooperation with our Entertainment segment. The revenue model is diversified and includes long- and short-term subscriptions as well as platform services and revenues from in-app purchases and marketing